The proposed study is a gender-and-culturally specific adaptation and randomized trial of a group-formatted Motivational-Enhanced, Brief Behavioral Skills Intervention (BBSI-A) for reducing HIV risk among 320 predominantly Hispanic and African American women, representing a target population of the AOD abusing, seriously mentally ill (SMI) population in community treatment in the HIV epicenter of Miami. A key focus is how group processes (e.g., group alliance, engagement, cohesion, and climate), which have been rarely studied in HIV prevention research, may mediate change. The intervention to be adapted and evaluated is derived from Information-Motivation-Behavior (IMB) theory, and is evidence-based and archived by scientific consensus for dissemination. The adaptation, BBSI-A, will be compared to a time-matched, video-based "Treatment as Usual" Educational (EDUC) condition. Hierarchical Linear & Structural Equations Modeling will be used to explore HIV risk outcomes as well as how intervention effects are mediated by Group Processes (e.g., group engagement, alliance, cohesion and climate), IMB variables, AOD use and Psychiatric variables. These analytical techniques will also be used to explore how HIV risk outcomes are moderated by 2 key factors: cognitive functioning, and traumatic abuse history. Understanding causal mechanisms by which interventions exert their effects, including the mediating influences of theoretically important group process factors, should contribute to subsequent efforts to apply effective interventions in other clinical settings. The proposed project responds to the NIH priority on bridging clinical research and practice, in which the emphasis is on adapting effective research-based intervention strategies for the "real world" conditions faced by community based providers. If successful, this research will present an HIV intervention strategy that can be practically implemented for high-risk AOD abusing SMI women within their communities.